Lead guitarist Scott McMicken explained this exploration of West Philly underlife to Express Night Out: "It's one take on my neighborhood. It's the 1 a.m., rainy-night version of my neighborhood. It's not the everyday experience, but there was kind of a point where it seemed my daily life and every way in which I was thinking and feeling was so based on my neighborhood - either staying in my house all the time because I didn't want to be out there on the streets in the chaos of it all, or being out there in the streets in the chaos of it all and running into all these familiar crazy people. It actually kind of drove me out of the neighborhood - I moved out.It's nothing I'm holding back on really, it's just, I go out on tour all time, and for me it's not so natural to be rambling around and socializing all the time. I'm more of a homebody kind of person, so when I come home from tours I'm almost overcompensating for the fact that I've been away and I really just stay around my house a lot. I feel like the neighborhood was encroaching on my windows, pounding on my doors when I didn't want it to, so I just got a little bugged out by it. Also, on a more superficial level, I'd been thinking and noticing more and more songs I hear that have this very specific world that they describe, not such a broad or abstract emotional state or whatever, just like specific streets, specific people and specific stores. I wanted to try my hand at that, too, and it was a good time too because I'd been so self-conscious of my neighborhood."

McMicken told the story of the song on the band's website: "This one apartment I was living in, I felt like I was stuck in the insane heart of West Philly. It's a weird, insular little community, and there's a lot going on and a lot of crazy, flamboyant characters and a lot of porch life and coffee shops. But for me, it was kind of overwhelming, and I had overextended myself into the lives of a lot of wacky people, because those are the type of people that I gravitate towards the most. But sometimes I bite off more than I can chew and get taken advantage of. I was exhausted with my neighborhood and I let it into me a little too much. That night, I wrote 'Shadow People,' which is a full-on West Philly diary. Philly has been such a big part of our lives, and I feel like on this record it finally took over and made its way into our music. There's a line that says, 'I stole a bike from the Second Mile and saw a band play in the basement.' The Second Mile is this thrift around the corner from my house, and there's so many basement shows in West Philly, like noisy, artsy bands." .I wanted to write something about the people and places around me."